It was talked about for months. Many people suspected that a notice would be announced late last week, unlike Monday.
Exactly 2:14 pm East, CBS Corporation he announced a formal announcement confirming almost all those who follow the broadcasting media industry already.
CBS is coming together Viacom about 13 years and eight months after the CBS Bank retired from Viacom to create two separate companies.
“The two companies signed a decisive agreement to make a merger in a stock combination, ending suspension days for the valuation of the transaction.
Expected range between 0.59 and 0.60 CBS shares per Viacom share, The Wall Street Journal reported Monday. “This ratio would make Viacom value slightly lower than its market value as Friday, which was about $ 12 billion,” Journal cause. “As a result, the CBS shareholders would be more in the hands of the combined company than would suggest a CBS share price.
The Journal was right. Under the terms of the merger agreement, all Viacom Class A voting shares and Viacom Class B's non-voting share will convert to 0.59625 of Class A voting share and Class B non-voting share of SLS, respectively.
The last time the two companies inspected a merger, both companies inspected Journal said, CBS and Viacom explored an exchange ratio of approximately 0.61.
Approximately 61% of the company will be connected by existing CBS shareholders and Viacom's existing shareholders will have approximately 39% of the company combined on a fully diluted basis.
It is expected to end by end 2019.
As happened a long time, SLS confirmed in its announcement Tuesday afternoon that Viacom was President / CEO Bob Bakish it shall serve in that role for the joint company.
It is something degraded former CEO Les Moonves fought hard to resist.
His successor, President and CEO active Joe Ianniello, serve as Chair / CEO of CBS, supervising a branded unit within the joint company.
In prepared comments, Bakish said, “Today is an important day for the CBS and Viacom, as we agree our complementary assets and resources and will not become one of the few companies with the breadth and depth of the subject and content. to shape the future of our industry. Our ability to provide premium and common content to a global scale audience – our own platforms and our partners around the world – will enable us to maximize our business for today as we lead us for many years to come. As we look to the future, I could not be more excited about the opportunities for the collective company and all our stakeholders – including consumers, the creative community, commercial partners, employees and, of course, our shareholders. ”
Ianniello said, “This merger offers exciting new opportunities for both companies. At CBS, we now have a momentum – creatively and operationally – and the Viacom portfolio will help to accelerate this progress. I look forward to all we will do together as we build on our continued success. And personally, I am pleased to be focused on the key priority of SPCs – continuing our transformation into a global company, multi-meters, premium content. ”
In addition to Bakish and Ianniello, the joint company leadership team will be included Christina Spade as EVP / CFO; and Title Christa D such as EVP / General Counsel and Secretary.
The largest shareholder of the two companies was the majority of the reunification of the CBS and Viacom School, t National Entertainment Inc (NAI) t – the led company Shari Redstone and, before him, father Sumner Redstone.
Mr Redstone, Deputy Chairman of the boards for both CBS and Viacom, said she was “very excited” to see the companies together “so that they can achieve the incredible power of their collective assets. . ”
Shari continued to mention the old Redstone, “My father once said that‘ content is king, ’and that this was no more true than today. Through the sympathy of the SPC and Viacom on premium content and innovation, we will establish a world-class, medium-sized organization well positioned for growth in a rapidly changing industry. Under the leadership of a talented and forward thinking leadership team, the success of ViacomCBS will underpin a commitment to strong values and a culture that enables our exceptional people at all levels of the organization. ”
Rights, ViacomCBS Inc. shall be the official name of the joint company.
The Board of Directors will consist of 13 members: six independent members from the CBS, four independent members from Viacom, President and CEO of ViacomCBS and two designats Amusements Inc.. Ms. Redstone as Chairman.
SLS and Viacom have approximately 78.9% and 79.8% of the Class A voting shares respectively.
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